FCCPC Clears MTN’s $6.2bn IHS Takeover, Orders 30 Percent Nigerian Sell-Down

• The FCCPC has conditionally approved MTN Group’s proposed $6.2bn acquisition of IHS Holding, bringing the deal closer to completion.

• MTN will be required to sell down up to 30 percent of the Nigerian component of the IHS business at market prices over time.

• The acquisition would return key telecom infrastructure assets to MTN’s control after years of sale-and-leaseback arrangements with IHS.

August 24, () — MTN Group has secured conditional approval from the Federal Competition and Consumer Protection Commission (FCCPC) for its proposed $6.2bn acquisition of IHS Holding Limited, moving the deal closer to completion.

MTN disclosed the development in its half-year 2026 financial results released on Monday, saying the transaction remained a strategic priority for the second half of the year.

The FCCPC approval, however, comes with a significant condition requiring MTN to gradually reduce its ownership of part of the acquired Nigerian business.

According to MTN, the commission has approved the Nigerian component of the transaction on the condition that the group sells down up to 30% of the Nigerian IHS business at market prices over time.

“The FCCPC in Nigeria conditional approval of the transaction has been received. This is conditional on MTN Group selling down up to 30% of the Nigerian component of the IHS business at market prices over time”, the company said.

MTN added that it was comfortable with the conditions imposed by the Nigerian regulator.

Deal moves closer to completion

The FCCPC approval adds Nigeria to the list of jurisdictions where regulatory clearance has been obtained as MTN works towards completing the acquisition.

The transaction still requires other regulatory approvals, with MTN saying some are underway or expected shortly.

The proposed acquisition was announced by MTN in February 2026 and would see the telecommunications group acquire all outstanding shares of IHS Holding in an all-cash transaction.

IHS shareholders subsequently approved the deal at an Extraordinary General Meeting held on August 4, satisfying a major shareholder-related condition for completion.

MTN already holds a significant minority stake in IHS and has maintained a long-standing commercial relationship with the tower company across several African markets

MTN seeks greater control of tower assets

The proposed takeover would significantly change MTN’s relationship with IHS by bringing key telecommunications infrastructure assets back under the group’s ownership.

MTN has previously sold thousands of telecom towers to IHS through sale-and-leaseback arrangements, allowing the group to unlock capital from infrastructure assets while retaining access to the sites through long-term leases.

A completed acquisition would effectively reverse part of that strategy, giving MTN greater control over tower infrastructure that supports its network operations.

MTN said the transaction was expected to strengthen its long-term earnings profile, revenue growth and free cash flow generation.

Nigeria raises competition concerns

The FCCPC’s condition reflects the strategic importance of telecommunications infrastructure and the need to address potential competition concerns arising from greater ownership concentration.

Earlier in 2026, the Minister of Communications, Innovation and Digital Economy, Bosun Tijani, said the Federal Government would subject the proposed acquisition to a comprehensive review because of its implications for competition, national security and critical infrastructure management.

If completed, the $6.2bn transaction would rank among the largest telecommunications infrastructure acquisitions in Africa and make IHS a wholly owned subsidiary of MTN, subject to the regulatory conditions attached to the deal.